SUMATEC RESOURCES BERHAD

Transcription

1 SUMATEC RESOURCES BERHAD ( D) SUMATEC RESOURCES BERHAD ( D) ANNUAL REPORT SUMATEC RESOURCES BERHAD ( D) Level 15-2, Bangunan Faber Imperial Court Jalan Sultan Ismail, Kuala Lumpur, Malaysia Tel : Fax : ANNUAL REPORT 2014

2 VISION THE leading Malaysian Independent Oil & Gas Operator focused on developing proven oil & gas assets. MISSION Through innovation, efficiency and safety we will improve the performance of the Company's oil and gas assets. 18 th ANNUAL GENERAL MEETING will be held at am on Thursday 11 June 2015 at Bintang Ballroom, 5 th Floor, Cititel Mid Valley Mid Valley City, Lingkaran Syed Putra Kuala Lumpur

3 OVERVIEW Code of Business Conduct...02 About Us...04 Corporate Values...05 Chairman s Statement...06 Chief Executive Officer s Review...10 Five-Year Financial Highlights...14 Board of Directors...16 Board of Directors Profile...18 Management Team s Profile...22 Corporate Information...25 Financial Calendar...26 Corporate Structure...28 GOVERNANCE Statement on Corporate Governance...29 Audit Committee Report...40 Statement on Risk Management and Internal Control...46 Other Additional Compliance Information...49 Statement on Directors Responsibility...53 FINANCIAL REVIEW Financial Statements...55 OTHER INFORMATION Analysis of Shareholdings Analysis of Warrant Holdings List of Properties Share Price Chart Notice of Annual General Meeting Proxy Form CONTENTS

4 CODE OF BUSINESS CONDUCT Business SUMATEC will achieve high standards of efficiency by committing to: Employees committing to: 02 SUMATEC RESOURCES BERHAD ( D)

5 Host Countries Local Communities committed to: ANNUAL REPORT

6 ABOUT US... SUMATEC RESOURCES BERHAD ( SUMATEC OR THE GROUP ) WAS ESTABLISHED IN 1979 AS A SERVICE PROVIDER IN THE DOWNSTREAM SECTOR OF THE OIL AND GAS INDUSTRY. The Group, which completed its financial and business restructuring plan in November 2013, saw itself entering the upstream sector via a joint investment agreement with Markmore Energy (Labuan) Limited and CaspiOilGas LLP to develop the Rakushechnoye Oil and Gas Field in West Kazakhstan ( Rakushechnoye Field ). Rakushechnoye Field has a 2P Oil and Gas reserve of million barrels of oil equivalent (as certified by SRK Consulting (Australasia) Pty Ltd in May 2014.) In realising its vision to be a leading Malaysian Independent Oil and Gas operator, Sumatec will continue to look for opportunities to acquire and develop new and under-performing oil and gas fields. Our target assets will be mainly onshore, as this reduces the capital cost of infrastructure required. We will only select the assets that provide maximum return for shareholder investment through short term production enhancement and long term sustainable production growth. Sumatec Resources Berhad (SUMATEC-1201) is listed on the Main Market of Bursa Securities. 04 SUMATEC RESOURCES BERHAD ( D)

7 CORPORATE VALUES Safety. Efficiency. Innovation. o Is it Safe - does it meet our HSE standards o It will make the company more efficient and cost effective o The product, approach or method; proven or leading technology should increase our ROI Safety o Indentify Risks & Hazards in all field operations o Develop mitigation strategies and implement procedures Efficiency Innovation ANNUAL REPORT

8 CHAIRMAN S STATEMENT Tan Sri Abu Talib Bin Othman Chairman DEAR VALUED SHAREHOLDERS, Sumatec Resources Berhad ( Sumatec or our Company ) has delivered a positive performance for its full financial year following the successful completion of its business regularisation exercise at the end of SUMATEC RESOURCES BERHAD ( D)

9 CHAIRMAN S STATEMENT REVENUE INCREASED TO RM81.1 million NET ASSET PER SHARE IMPROVED TO 17.5 sen OPERATING LANDSCAPE FINANCIAL PERFORMANCE ANNUAL REPORT

10 CHAIRMAN S STATEMENT Expanding Our Footprint In Kazakhstan To further solidify our presence in Kazakhstan, our Company signed a Framework Agreement in July 2014, followed by a Share Purchase Agreement on 8 September 2014, with Abu Talib Abdul Rahman and Dr. Murat Safin for the proposed acquisition of 100% equity interest in Borneo Energy Oil and Gas Limited (Borneo Energy) for the initial price of USD350 million. Following from the drop in the oil price, the purchase consideration was revised down to USD290 million through a supplemental agreement signed on 9 January Borneo Energy is a 100% beneficiary of the participating interest in Buzachi Neft LLP ( Buzachi ), an independent upstream oil and gas company involved in the exploration, production and trading of oil and natural gas. Buzachi currently has two 25-year subsoil use contracts, valid until November 2026, for the exploration and production of oil and gas in Karaturun Vostochnyi and Karaturun Morskoi fields ("Buzachi Fields") located on the Northern shore of Mangistau Oblast, Western Kazakhstan. The combined 2P certified reserves of the Buzachi Fields are 68.8 million barrels of oil. This purchase is an important milestone that will pave the way towards Sumatec acquiring its first wholly-owned hydrocarbon asset. This is well in line with our Company s corporate strategy of becoming a significant upstream oil and gas player in the global arena. Moreover, the additional oil produced by Buzachi will provide a source of stable and sustainable recurring income to our Company in the foreseeable future. Construction of Beam Pump Foundation Corporate Social Responsibility Given that Sumatec is operating in the international arena and within a highly competitive and well-regulated industry, our Company strongly believes that sustainable business practices will lead to robust business growth. The tenets of environment conservation and being green are important to our Company s core business activities. So too are principles in relation to our employees health, safety and welfare. As a progressive corporation, we aim to put in place processes or carry out initiatives that embraces the virtues of being a socially responsible corporate citizen comprehensively. As such, our commitment towards CSR will be in line with Bursa Malaysia s framework that centres on four key pillars, namely Community, Environment, Marketplace and Workplace. Moving Forward The United States Energy Information Administration (EIA) has projected that Brent crude oil price will average USD59 per barrel in The outlook could be even more positive since Brent price hit the high mark of USD68 in May is expected to see further strengthening of the oil prices to an average of USD75 per barrel. Beam pump on well 115 operational with COG/SOG and contractors Taking into account the price outlook in the short term, Sumatec reviewed its plans to ramp up production through workovers and side tracks in 2014 and new wells in The Company re-directed its capital expenditure to completing only workovers in 2014 and deferring all other capital outlays into 2015 with additional review prior to any further commitment of expenditure. 08 SUMATEC RESOURCES BERHAD ( D)

11 CHAIRMAN S STATEMENT ACKNOWLEDGEMENT Cardwell Rig: Workover Program 2014 Tan Sri Abu Talib Othman ANNUAL REPORT

12 CHIEF EXECUTIVE OFFICER S REVIEW Christopher Layton Dalton Chief Executive Officer DEAR SHAREHOLDERS, As Sumatec Resources Berhad continues to chart its course as an independent upstream oil and gas player, the Company has remained committed towards ensuring that it builds a strong foundation in terms of operations, processes and human capital to reap success in this highly competitive oil and gas space. I am confident that the investments we made in strategic and operational expansion during the year have placed us in a much better position to deliver positive long term growth to our shareholders and stakeholders at large. 10 SUMATEC RESOURCES BERHAD ( D)

13 CHIEF EXECUTIVE OFFICER S REVIEW Coil tubing unit conduction N2 injection for artificial lift of well. A DYNAMIC INDEPENDENT UPSTREAM OIL AND GAS COMPANY STRENGTHENING OUR FOUNDATION TO SECURE OUR FUTURE ANNUAL REPORT

14 CHIEF EXECUTIVE OFFICER S REVIEW Central Processing Facility: Master Unit UNLOCKING THE VALUE OF OUR ASSETS Surface network pipeline upgrading at central processing facility. 12 SUMATEC RESOURCES BERHAD ( D)

15 CHIEF EXECUTIVE OFFICER S REVIEW SET TO REACH GREATER HEIGHTS Christopher Layton Dalton ANNUAL REPORT

16 FINANCIAL HIGHLIGHTS REVENUE (RM 000) PFOFIT/(LOSS) AFTER TAXATION ( PAT ) (RM 000) , , , , (105,448) , (66,682) , (37,904) SHAREHOLDERS EQUITY (RM 000) BASIC EARNINGS/(LOSS) PER SHARE (sen) , , (137,831) 2012 (46.53) 2011 (38,096) 2011 (35.90) , (22.08) TOTAL ASSETS (RM 000) NET ASSETS PER SHARE (RM) , , , (0.31) , , SUMATEC RESOURCES BERHAD ( D)

17 FIVE-YEAR FINANCIAL HIGHLIGHTS KEY FINANCIAL DATA STATEMENT OF COMPREHENSIVE INCOME: 81,117 61,729 48,904 48,904 STATEMENT OF FINANCIAL POSITION: 487, , , ,561 22,635 1,384 RATIO ANALYSIS: VALUATION: Note: NM : Not Meaningful ANNUAL REPORT

18 BOARD OF DIRECTORS Tan Sri Abu Talib bin Othman Independent Non-Executive Chairman 2. Wan Kamaruddin bin Dato Biji Wan Abdullah Non-Independent Non-Executive Director 3. Chan Yok Peng Non-Independent Non-Executive Directorr 4. Mohamad bin Ismail Independent Non-Executive Director 16 SUMATEC RESOURCES BERHAD ( D)

19 BOARD OF DIRECTORS Datuk Che Mokhtar bin Che Ali 7. Michael Lim Hee Kiang Independent Non-Executive Director Independent Non-Executive Director 6. Datuk Mohd Nasir bin Ahmad Independent Non-Executive Director 8. Dato Ahmad Johari bin Tun Abdul Razak Independent Non-Executive Director ANNUAL REPORT

20 BOARD OF DIRECTORS PROFILE From left to right. Tan Sri Abu Talib bin Othman Independent Non-Executive Director Age 77, Malaysian Wan Kamaruddin bin Dato Biji Wan Abdullah Non-Independent Non-Executive Director Age 59, Malaysian Position in the Company Qualification Working Experiences Directorship in Public Companies Position in the Company Qualification Working Experiences Directorship in Public Companies 18 SUMATEC RESOURCES BERHAD ( D)

21 BOARD OF DIRECTORS PROFILE From left to right. Chan Yok Peng Non-Independent Non-Executive Director Age 63, Malaysian Mohamad bin Ismail Independent Non-Executive Director Age 64, Malaysian Position in the Company Qualification Working Experiences Directorship in Public Companies Position in the Company Qualification Working Experiences Directorship in Public Companies ANNUAL REPORT

22 BOARD OF DIRECTORS PROFILE From left to right. Datuk Che Mokhtar bin Che Ali Independent Non-Executive Director Age 61, Malaysian Position in the Company Qualification Working Experiences Directorship in Public Companies Datuk Mohd Nasir bin Ahmad Independent Non-Executive Director Age 61, Malaysian Position in the Company Qualification Working Experiences Directorship in Public Companies 20 SUMATEC RESOURCES BERHAD ( D)

23 BOARD OF DIRECTORS PROFILE From left to right. Michael Lim Hee Kiang Independent Non-Executive Director Age 67, Malaysian Dato Ahmad Johari bin Tun Abdul Razak Independent Non-Executive Director Age 61, Malaysian Position in the Company Qualification Working Experiences Position in the Company Qualification Working Experiences Directorship in Public Companies Directorship in Public Companies Notes:- and/or major shareholder nor conflict of interest in business arrangement involving the Company. (10) years other than traffic offences, if any. the Annual Report ANNUAL REPORT

24 MANAGEMENT TEAMS PROFILE Christopher Layton Dalton Chief Executive Officer Age 41, British Position in the Company Qualifications Working Experiences Roshidah binti Abdullah Chief Financial Officer Position in the Company Qualifications Working Experiences Notes:- shareholders nor conflict of interest in business arrangement involving the Company. other than traffic offences, if any. the Company ESOS as at 31 December SUMATEC RESOURCES BERHAD ( D)

25 MANAGEMENT TEAMS PROFILE Zulkifly bin Mohamad Chief Operating Officer Samuel Elliot Harvey Operations Director Position in the Company Qualification Working Experiences Position in the Company Qualification Working Experiences ANNUAL REPORT

26 MANAGEMENT TEAMS PROFILE Bakhtiyar Jexenbiyev Timur Meirzhanovich Utebaev Facilities Manager Position in the Company Qualifications Working Experiences Position in the Company Qualification Working Experiences 24 SUMATEC RESOURCES BERHAD ( D)

27 CORPORATE INFORMATION... BOARD OF DIRECTORS Tan Sri Abu Talib bin Othman Independent Non-Executive Chairman Wan Kamaruddin bin Dato Biji Wan Abdullah Non-Independent Non-Executive Director Chan Yok Peng Non-Independent Non-Executive Director Mohamad bin Ismail Independent Non-Executive Director Datuk Che Mokhtar bin Che Ali Independent Non-Executive Director Datuk Mohd Nasir bin Ahmad Independent Non-Executive Director Michael Lim Hee Kiang Independent Non-Executive Director Dato Ahmad Johari bin Tun Abdul Razak Independent Non-Executive Director PRINCIPAL OFFICERS Christopher Layton Dalton Chief Executive Officer Roshidah binti Abdullah Chief Financial Officer AUDIT COMMITTEE Michael Lim Hee Kiang Chairman Mohamad bin Ismail Datuk Mohd Nasir bin Ahmad REMUNERATION COMMITTEE Tan Sri Abu Talib bin Othman Chairman Michael Lim Hee Kiang Chan Yok Peng NOMINATION COMMITTEE Tan Sri Abu Talib bin Othman Chairman Datuk Che Mokhtar bin Che Ali Michael Lim Hee Kiang ESOS COMMITTEE Datuk Mohd Nasir bin Ahmad Chairman Datuk Che Mokhtar bin Che Ali Chan Yok Peng Christopher Layton Dalton INVESTMENT COMMITTEE Datuk Che Mokhtar bin Che Ali Chairman Wan Kamaruddin bin Dato Biji Wan Abdullah Mohamad bin Ismail Christopher Layton Dalton QHSE RISK COMMITTEE Mohamad bin Ismail Chairman Wan Kamaruddin bin Dato Biji Wan Abdullah Christopher Layton Dalton COMPANY SECRETARIES Lim Seck Wah (MAICSA ) M. Chandrasegaran a/l S. Murugasu (MAICSA ) REGISTERED OFFICE Level 15 2 Bangunan Faber Imperial Court Jalan Sultan Ismail Kuala Lumpur Tel : Fax : info@megacorp.com.my PRINCIPAL PLACE OF BUSINESS Suite 22.02, Level 22 The Gardens North Tower Mid Valley City, Lingkaran Syed Putra Kuala Lumpur SHARE REGISTRAR Mega Corporate Services Sdn Bhd Level 15 2 Bangunan Faber Imperial Court Jalan Sultan Ismail Kuala Lumpur Tel : Fax : info@megacorp.com.my AUDITORS Messrs SJ Grant Thornton Chartered Accountants Level 11 Bangunan Sheraton Imperial Court Jalan Sultan Ismail Kuala Lumpur SOLICITORS Signum Law Firm Shearn Delamore & Co. Chua Associates Bahari & Bahari PRINCIPAL BANKERS Alliance Bank Malaysia Berhad Al-Rajhi Banking & Investment Corporation ( Malaysia ) Berhad CIMB Bank Berhad Malayan Banking Berhad STOCK EXCHANGE LISTING Main Market Bursa Malaysia Securities Berhad Stock Name : SUMATEC Stock Code : 1201 ANNUAL REPORT

28 GROUP STRUCTURE FINANCIAL CALENDAR 28FEBRUARY th Quarter Ended 31 Dec 2013 ANNOUNCEMENT OF THE UNAUDITED CONSOLIDATED RESULTS: 22MAY st Quarter Ended 31 March AUGUST nd Quarter Ended 30 June rd Quarter Ended 30 September NOVEMBER FEBRUARY th Quarter Ended 31 December SUMATEC RESOURCES BERHAD ( D)

29 SUBMISSION OF THE AUDITED FINANCIAL STATEMENT TO BURSA MALAYSIA: 30APRIL 2015 Financial Year Ended 31 December 2014 FINANCIAL CALENDAR NOTICE OF ANNUAL GENERAL MEETING AND ISSUANCE OF ANNUAL REPORT: 20MAY 2015 Financial Year Ended 31 December JUNE th Annual General Meeting ANNUAL REPORT

30 CORPORATE STRUCTURE SUMATEC RESOURCES BERHAD 100% SUMATEC CORPORATION SDN BHD 100% SUMATEC DEVELOPMENT SDN BHD 100% SUMATEC PETROLEUM DEVELOPMENT SDN BHD 80% PERLIS BIO-POWER SDN BHD 100% SUMATEC OIL AND GAS LLP 28 SUMATEC RESOURCES BERHAD ( D)

31 STATEMENT ON CORPORATE GOVERNANCE I. ROLES AND RESPONSIBILITIES OF THE BOARD The responsibilities of the Board include; ANNUAL REPORT

32 STATEMENT ON CORPORATE GOVERNANCE I. ROLES AND RESPONSIBILITIES OF THE BOARD Matters specifically reserved for the Board include: Code of Ethics and Conduct 30 SUMATEC RESOURCES BERHAD ( D)

33 STATEMENT ON CORPORATE GOVERNANCE I. ROLES AND RESPONSIBILITIES OF THE BOARD Promoting Sustainability Access to Information Company Secretaries Board Charter ANNUAL REPORT

34 STATEMENT ON CORPORATE GOVERNANCE II. BOARD STRENGTH AND EFFECTIVENESS Composition of the Board Audit Committee Nomination Committee - Selection and Assessment of Directors 32 SUMATEC RESOURCES BERHAD ( D)

35 STATEMENT ON CORPORATE GOVERNANCE II. BOARD STRENGTH AND EFFECTIVENESS Appointment and Re-election of Directors Remuneration Committee - Directors Remuneration Non-Executive Directors (RM) Total 656,150 ANNUAL REPORT

36 STATEMENT ON CORPORATE GOVERNANCE II. BOARD STRENGTH AND EFFECTIVENESS Remuneration Committee - Directors Remuneration Non-Executive Directors ESOS Committee SUMATEC RESOURCES BERHAD EMPLOYEES SHARE OPTION SCHEME ( ESOS ) As at 1 January 2014 Granted Lapsed Exercised Balance Unexercised as at 31 December SUMATEC RESOURCES BERHAD ( D)

37 STATEMENT ON CORPORATE GOVERNANCE II. BOARD STRENGTH AND EFFECTIVENESS Investment Committee QHSE Risk Committee III. INDEPENDENCE OF THE BOARD ANNUAL REPORT

38 STATEMENT ON CORPORATE GOVERNANCE IV. COMMITMENT OF DIRECTORS Board Meetings and Attendance Director Attendance % Independent Non-Executive Director Non-Independent Non-Executive Director Non-Independent Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director (appointed on 10 July 2014) 36 SUMATEC RESOURCES BERHAD ( D)

39 STATEMENT ON CORPORATE GOVERNANCE IV. COMMITMENT OF DIRECTORS Directors Training - Continuing Education Programmes Director Name of Seminars / Training programmes attended ANNUAL REPORT

40 STATEMENT ON CORPORATE GOVERNANCE V. INTEGRITY IN FINANCIAL REPORTING VI. RISK MANAGEMENT AND INTERNAL CONTROL VII. WHISTLEBLOWING POLICY VIII. TIMELY AND HIGH QUALITY DISCLOSURE 38 SUMATEC RESOURCES BERHAD ( D)

41 STATEMENT ON CORPORATE GOVERNANCE IX. RELATIONSHIP WITH SHAREHOLDERS AND INVESTORS Shareholder participation at general meeting Communication and engagement with shareholders Investor and Media Relations ANNUAL REPORT

42 AUDIT COMMITTEE REPORT 1. COMPOSITION Name Designation 2. MEETINGS Name Number of Meetings Attended % attendance 40 SUMATEC RESOURCES BERHAD ( D)

43 AUDIT COMMITTEE REPORT 3. SUMMARY OF ACTIVITIES 3. INTERNAL AUDIT FUNCTION ANNUAL REPORT

44 AUDIT COMMITTEE REPORT 4. TERMS OF REFERENCE (i) Membership (ii) Chairman (iii) Quorum (iv) Meetings and Minutes 42 SUMATEC RESOURCES BERHAD ( D)

45 AUDIT COMMITTEE REPORT 4. TERMS OF REFERENCE (iv) Meetings and Minutes (v) Authority (vi) Responsibilities and Duties (a) Financial Reporting ANNUAL REPORT

46 AUDIT COMMITTEE REPORT 4. TERMS OF REFERENCE (vi) Responsibilities and Duties (b) External Audit (c) Internal Audit (d) Related Party Transactions 44 SUMATEC RESOURCES BERHAD ( D)

47 AUDIT COMMITTEE REPORT 4. TERMS OF REFERENCE (vi) Responsibilities and Duties (e) Internal Control and Risk Management (f) Reports (g) Employees Share Option Scheme ( ESOS ) (h) Other Matters ANNUAL REPORT

48 STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL Board Responsibility Risk Management 46 SUMATEC RESOURCES BERHAD ( D)

49 STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL Code of Conduct System of Internal Control (i) (ii) (iii) (iv) Financial Reporting and Controls Clear and Structured Organisational Reporting Lines Policies and Procedures Strategic Business Planning, Budgeting and Reporting ANNUAL REPORT

50 STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL System of Internal Control (v) (vi) Closed Period Communication Tender Award System Assurance from Management Conclusion Review of This Statement 48 SUMATEC RESOURCES BERHAD ( D)

51 OTHER ADDITIONAL COMPLIANCE INFORMATION MATERIAL CONTRACTS INVOLVING DIRECTORS AND MAJOR SHAREHOLDERS INTERESTS i. RECURRENT RELATED PARTY TRANSACTIONS ANNUAL REPORT

52 OTHER ADDITIONAL COMPLIANCE INFORMATION MATERIAL CONTRACTS INVOLVING DIRECTORS AND MAJOR SHAREHOLDERS INTERESTS II. OTHER RELATED PARTY TRANSACTIONS 50 SUMATEC RESOURCES BERHAD ( D)

53 OTHER ADDITIONAL COMPLIANCE INFORMATION MATERIAL CONTRACTS INVOLVING DIRECTORS AND MAJOR SHAREHOLDERS INTERESTS II. OTHER RELATED PARTY TRANSACTIONS SHARE BUY-BACKS OPTION, WARRANTS OR CONVERTIBLE LOAN SECURITIES a. Warrants b. Employee Share Options Scheme ( ESOS ) DEPOSITORY RECEIPTS PROGRAMME NON-AUDIT FEES IMPOSITION OF SANCTIONS/PENALTIES ANNUAL REPORT

54 OTHER ADDITIONAL COMPLIANCE INFORMATION UPLIFTMENT OF PN17 STATUS PROFIT ESTIMATES, FORECAST OR PROJECTIONS AND VARIATION IN RESULT Audited Forecast Results Variance Explanation RM 000 RM 000 RM 000 PROFIT GUARANTEE STATUS OF UTILISATION OF PROCEEDS Purpose Amount RM SUMATEC RESOURCES BERHAD ( D)

55 STATEMENT OF DIRECTORS' RESPONSIBILITY FOR PREPARATION OF FINANCIAL STATEMENTS ANNUAL REPORT

56

57 FINANCIAL STATEMENTS Directors Report...56 Statement by Directors and Statutory Declaration...62 Independent Auditors Report...63 Statements of Financial Position...65 Statements of Profit or Loss and Other Comprehensive Income...67 Statements of Changes in Equity...69 Statements of Cash Flows...71 Notes to the Financial Statements...74

58 DIRECTORS' REPORT The Directors hereby submit their report together with the audited financial statements of the Group and of the Company for the financial year ended 31 December PRINCIPAL ACTIVITIES The principal activities of the Company are that of investment holding and engaged in the upstream oil operation. The principal activities of its subsidiary companies are disclosed in Note 4 to the Financial Statements. There have been no significant changes in the nature of these activities during the financial year. FINANCIAL RESULTS Group RM Company RM Net profit for the financial year 48,903,849 3,025,668 Attributable to: Owners of the Company 48,903,849 3,025,668 RESERVES AND PROVISIONS There were no material transfers to or from reserves or provisions during the financial year except for those disclosed in the financial statements. DIVIDENDS There were no dividends proposed, declared or paid by the Company since the end of the previous financial year. DIRECTORS The Directors in office since the date of the last report are:- Tan Sri Abu Talib bin Othman Datuk Che Mokhtar bin Che Ali Datuk Mohd Nasir bin Ahmad Wan Kamaruddin bin Dato Biji Wan Abdullah Chan Yok Peng Mohamad bin Ismail Michael Lim Hee Kiang Dato Ahmad Johari bin Abdul Razak (appointed on ) 56 SUMATEC RESOURCES BERHAD ( D)

59 DIRECTORS' REPORT DIRECTORS INTERESTS According to the Register of Directors Shareholdings, the interests and deemed interests in the shares and options over shares of the Company of those who were Directors as at year end are as follows:- Number of ordinary shares of RM0.14 each At Bought Sold At Direct interest Wan Kamaruddin bin Dato Biji Wan Abdullah 700, ,000 Dato Ahmad Johari bin Abdul Razak - 60,174,900 (21,000,000) 39,174,900 Deemed interest Chan Yok Peng * 260,155,841 5,000,000 (79,672,662) 185,483,179 Number of Warrants B At Bought Sold At Deemed interest Chan Yok Peng * 83,932, ,932,271 * deemed interest by virtue of his shareholdings in Tekad Mulia Sdn. Bhd. Other than those disclosed above, none of the other Directors in office at the end of the financial year held any interest in the shares and options over shares of the Company or its related corporations during the financial year. DIRECTORS BENEFITS During and at the end of the financial year, no arrangements subsisted to which the Company is a party, with the object or objects of enabling Directors of the Company to acquire benefits by means of the acquisition of shares in, or debentures of, the Company or any other body corporate. Since the end of the previous financial year, no Director has received or become entitled to receive any benefits (except as disclosed in Notes 24 and 29 to the Financial Statements) by reason of a contract made by the Company or a related corporation with the Director or with a firm of which the Director is a member, or with a company of which the Director has a substantial financial interest. ISSUE OF SHARES AND DEBENTURES During the financial year, the Company issued: (a) (b) (c) 89,000,000 ordinary shares of RM0.14 each arising from the exercise of employee share options at exercise price of RM0.244 per share for a total cash consideration of RM21,716,000; 131,325 ordinary shares of RM0.14 each pursuant to the conversion of 131,325 warrants 2013/2028 at RM0.175 per share for a total cash consideration of RM22,982; and 308,596,000 ordinary shares of RM0.14 each at RM0.38 per share via private placement to eligible investors for a total cash consideration of RM117,266,480. ANNUAL REPORT

60 DIRECTORS' REPORT ISSUE OF SHARES AND DEBENTURES (continued) The new ordinary shares issued during the financial year rank pari passu in all respects with the existing ordinary shares of the Company. There was no issuance of debentures during the financial year. OPTIONS GRANTED OVER UNISSUED SHARES No options were granted to any person to take up unissued share of the Company during the financial year apart from the issue of options pursuant to the Employee Share Options Scheme ( ESOS ), Warrants 2011/2021 ( Warrants A ) and Warrants 2013/2018 ( Warrants B ). ESOS The ESOS is governed by the by-laws which were approved by the shareholders at the Eighth Annual General Meeting held on 24 June On 18 April 2007, the Company implemented ESOS after approvals were obtained from the relevant authorities and was in force for a period of 5 years. The ESOS which originally expired on 17 April 2012, has been extended for another 5 years to 16 April The salient features and other terms of the ESOS are as follows: (a) (b) (c) (d) (e) (f) The ESOS Committee appointed by the Board of Directors to administer the ESOS, may from time to time grant options to eligible employees of the Group to subscribe for new ordinary shares of RM0.14 each in the Company; The eligibility of a Director or employee of the Group to participate in the ESOS shall be at the discretion of the ESOS Committee, who shall take into consideration factors such as years of service and performance track record; The total number of shares to be issued under ESOS shall not exceed in aggregate 15% of the issued and fully paidup share capital of the Company at any point of time during the tenure of the ESOS and out of which not more than 50% of the shares shall be allocated, in aggregate, to Directors and senior management. In addition, not more than 10% of the shares available under the ESOS shall be allocated to any individual Director or employee who, either singly or collectively through his/her associates, holds 20% or more in the issued and paid-up share capital of the Company; The option price shall not be at a discount of more than 10% from the 5-days weighted average market price of the shares of the Company preceding the date of offer and shall in no event be less than the par value of the share of the Company of RM0.14; The number of outstanding options to subscribe for shares or the option price or both may be adjusted following any issue of additional shares by way of rights issues, bonus issues or other capitalisation issue carried out by the Company while an option remains unexercised; and The new shares allotted upon any exercise of the option shall rank pari passu in all respects with the existing ordinary shares of the Company except that the new shares so issued will not rank for any rights, dividends, allotments and/or other distributions, the entitlement date of which is prior to the date of allotment of the new ordinary shares. 58 SUMATEC RESOURCES BERHAD ( D)

61 DIRECTORS' REPORT OPTIONS GRANTED OVER UNISSUED SHARES (continued) ESOS (continued) As at 31 December 2014, the options offered to take up unissued ordinary shares of the Company of RM0.14 each and the option prices are as follows:- Number of option over ordinary shares of RM0.14 each Grant date Expiry date Option price At Granted Exercised Forfeited At RM , , RM ,000,000 - (65,000,000) (15,400,000) 64,600, RM ,000,000 (24,000,000) - 20,000,000 During the financial year, eligible employees of the Group and the Company who have been granted with share options are as follows: Number of option over ordinary shares of RM0.14 each At Granted Exercised Forfeited At Albina Berisheva 600, ,000 Anelya Baitleuova 200, ,000 Aslan Tuleshev 800, ,000 Azamat Chukenov 300, ,000 Bakhityar R. Jexenbiyen 1,200, ,200,000 Chingis Nabiyev 15,000, (15,000,000) - Christopher Layton Dalton - 44,000,000 (24,000,000) - 20,000,000 Faridah Binti Azmat 440, ,000 Jaafar Bin Jonid 100, ,000 Kaisar Kossayev 800, ,000 Kamala Kee Rudra 400, ,000 Lessya Kotovskaya 1,200, ,200,000 Looi Yow Cheong 600, ,000 Maimun Binti Ramli 400, (400,000) - Mukanova Bayan-Slu 800, ,000 Norrida Binti Suli 200, ,000 Olzhas Saipolla 1,200, ,200,000 Peng Ng Leng 25,000,000 - (25,000,000) - - Roshidah Binti Abdullah 40,000,000 - (20,000,000) - 20,000,000 Sagadiyev Bekzhan 300, ,000 Sam Elliot Harvey 12,000, ,000,000 Shobana MohanaSundram 1,200, ,200,000 Siti Salwa Binti Abd Hamid 400, ,000 Syahirah Akmal Binti Mahdom 400, ,000 Tubagus Reggie Rachman 1,400, ,400,000 Wan Ismail Bin Hamid 100, ,000 Zulkifly Bin Mohamad 40,000,000 - (20,000,000) - 20,000, ,040,000 44,000,000 (89,000,000) (15,400,000) 84,640,000 ANNUAL REPORT

62 DIRECTORS' REPORT OPTIONS GRANTED OVER UNISSUED SHARES (continued) Warrants A and Warrants B The details and salient terms of Warrants A and Warrants B are disclosed in Note 16 to the Financial Statements. Details of Warrants B issued to Directors are disclosed in the section of Directors Interests in this report. OTHER STATUTORY INFORMATION Before the financial statements of the Group and of the Company were made out, the Directors took reasonable steps:- (a) (b) to ascertain that action had been taken in relation to the writing off of bad debts and the making of allowance for doubtful debts and satisfied themselves that all known bad debts had been written off and adequate allowance had been made for doubtful debts; and to ensure that any current assets which were unlikely to be realised in the ordinary course of business including their values as shown in the accounting records of the Group and of the Company have been written down to an amount which they might be expected so to realise. At the date of this report, the Directors are not aware of any circumstances:- (a) (b) (c) (d) which would render the amounts written off for bad debts or the amount of the allowance for doubtful debts in the financial statements of the Group and of the Company inadequate to any substantial extent; or which would render the values attributed to current assets in the financial statements of the Group and of the Company misleading; or which have arisen which would render adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate; or not otherwise dealt with in this report or the financial statements which would render any amount stated in the financial statements misleading. At the date of this report, there does not exist:- (a) (b) any charge on the assets of the Group and of the Company which has arisen since the end of the financial year which secures the liability of any other person; or any contingent liability of the Group and of the Company which has arisen since the end of the financial year. In the opinion of the Directors:- (a) (b) (c) no contingent liability or other liability has become enforceable or is likely to become enforceable within the period of twelve months after the end of the financial year which will or may affect the ability of the Group and of the Company to meet their obligations as and when they fall due; the results of operations of the Group and of the Company during the financial year were not substantially affected by any item, transaction or event of a material and unusual nature; and there has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely to affect substantially the results of the operations of the Group and of the Company for the financial year in which this report is made. 60 SUMATEC RESOURCES BERHAD ( D)

63 DIRECTORS' REPORT SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR AND AFTER THE REPORTING DATE Significant events during the financial year and after the reporting date are disclosed in Note 35 to the Financial Statements. AUDITORS The Auditors, Messrs SJ Grant Thornton, have expressed their willingness to continue in office. Signed on behalf of the Board of Directors in accordance with a resolution of the Directors,... ) TAN SRI ABU TALIB BIN OTHMAN ) ) ) ) ) ) ) DIRECTORS ) ) ) ) )..... ) CHAN YOK PENG ) Kuala Lumpur 23 April 2015 ANNUAL REPORT

64 STATEMENT BY DIRECTORS AND STATUTORY DECLARATION STATEMENT BY DIRECTORS In the opinion of the Directors, the financial statements set out on pages 65 to 131 are drawn up in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as at 31 December 2014 and of their financial performance and cash flows for the financial year then ended. In the opinion of the Directors, the supplementary information set out on page 132 has been compiled in accordance with the Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosures Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, issued by the Malaysian Institute of Accountants, and presented based on the format prescribed by Bursa Malaysia Securities Berhad. Signed on behalf of the Board of Directors in accordance with a resolution of the Directors, TAN SRI ABU TALIB BIN OTHMAN CHAN YOK PENG Kuala Lumpur 23 April 2015 STATUTORY DECLARATION I, Roshidah Binti Abdullah, being the Officer primarily responsible for the financial management of Sumatec Resources Berhad, do solemnly and sincerely declare that to the best of my knowledge and belief, the financial statements set out on pages 65 to 131 and the supplementary information set out on page 132 are correct and I make this solemn declaration conscientiously believing the same to be true and by virtue of the Statutory Declarations Act, Subscribed and solemnly declared by ) the abovenamed at Kuala Lumpur in ) the Federal Territory this day of ) 23 April 2015 ) ROSHIDAH BINTI ABDULLAH Before me: Commissioner ioner for Oaths 62 SUMATEC RESOURCES BERHAD ( D)

65 INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SUMATEC RESOURCES BERHAD REPORT ON THE FINANCIAL STATEMENTS We have audited the financial statements of Sumatec Resources Berhad, which comprise statements of financial position as at 31 December 2014 of the Group and of the Company, statements of profit or loss and other comprehensive income, statements of changes in equity and statements of cash flows of the Group and of the Company for the financial year then ended, and a summary of significant accounting policies and other explanatory information, as set out on pages 65 to 131. Directors Responsibility for the Financial Statements The Directors of the Company are responsible for the preparation of financial statements so as to give a true and fair view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia. The Directors are also responsible for such internal controls as the Directors determine are necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditors Responsibility Our responsibility is to express an opinion on these financial statements based on audit. We conducted our audit in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgement, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal controls relevant to the entity s preparation of financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity s internal controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements give a true and fair view of the financial position of the Group and of the Company as of 31 December 2014 and of their financial performance and cash flows for the financial year then ended in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia. ANNUAL REPORT

66 INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SUMATEC RESOURCES BERHAD REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:- (a) (b) (c) (d) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiary companies of which we have acted as auditors have been properly kept in accordance with the provisions of the Act. We have considered the accounts and the auditors report of the subsidiary company of which we have not acted as auditors, which are indicated in Note 4 to the Financial Statements. We are satisfied that the accounts of the subsidiary companies that have been consolidated with the Company s financial statements are in form and content appropriate and proper for the purposes of the preparation of the financial statements of the Group and we have received satisfactory information and explanations required by us for those purposes. The auditors reports on the accounts of the subsidiary companies did not contain any qualification or any adverse comment under Section 174 (3) of the Act. OTHER REPORTING RESPONSIBILITIES The supplementary information set out on page 132 is disclosed to meet the requirement of Bursa Malaysia Securities Berhad and is not part of the financial statements. The Directors are responsible for the preparation of the supplementary information in accordance with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants ( MIA Guidance ) and the directive of Bursa Malaysia Securities Berhad. In our opinion, the supplementary information is prepared, in all material respects, in accordance with the MIA Guidance and the directive of Bursa Malaysia Securities Berhad. OTHER MATTERS This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report SJ GRANT THORNTON TO N (NO. AF: 0737) CHARTERED ACCOUNTANTS C... KHO KIM ENG (NO: 3137/10/16 (J)) CHARTERED ACCOUNTANT Kuala a Lumpur 23 April SUMATEC RESOURCES BERHAD ( D)

67 STATEMENTS OF FINANCIAL POSITION AS AT 31 DECEMBER 2014 Group Company Note RM RM RM RM ASSETS Non-current assets Investment in subsidiary companies ,004,144 38,291 Investment in associate companies Other investments Property, plant and equipment 7 4,788, ,945 3,887,590 - Intangible asset 8 301,869, ,100, ,869, ,100,000 Trade receivables 9 18,123,517-12,710,545 - Other receivables ,369, ,200, ,369, ,200,000 Total non-current assets 497,150, ,667, ,841, ,338,291 Current assets Trade receivables 9 62,917,200-10,486,200 - Other receivables 10 97,052,383 1,187,646 96,800, ,184 Amount due from subsidiary companies ,560,293 2,001,079 Amount due from associate companies 12 5,635,497-5,635,497 - Tax recoverable 25,915 79, Fixed deposits with a licensed bank , , Cash and bank balances 1,384,057 4,835, ,885 4,768,550 Total current assets 167,245,052 6,332, ,417,493 7,087,813 Non-current assets classified as held for sale 14 17,000,000 17,674,378 17,000,000 17,000,000 Total assets 681,395, ,674, ,258, ,426,104 EQUITY AND LIABILITIES EQUITY Equity attributable to owners of the Company: Share capital ,577, ,895, ,577, ,895,520 Other reserves ,378, ,183, ,283, ,183,652 Accumulated losses (206,364,492) (255,297,233) (250,351,510) (253,406,070) 610,591, ,781, ,509, ,673,102 Non-controlling interests (30,770) (197,720) - - Total equity 610,560, ,584, ,509, ,673,102 ANNUAL REPORT

68 STATEMENTS OF FINANCIAL POSITION AS AT 31 DECEMBER 2014 Group Company Note RM RM RM RM LIABILITIES Non-current liabilities Finance lease payables , Deferred tax liabilities , ,000 - Other payables 19 37,880,636-37,880,636 - Total non-current liabilities 38,211, ,258 38,211,636 - Current liabilities Trade payables , Other payables 19 9,293,439 9,137,617 8,402,472 7,753,002 Tax payable 500, ,000 - Term loans 21 22,635,497 17,000,000 22,635,497 17,000,000 Short-term borrowing , Finance lease payables , Total current liabilities 32,623,494 26,864,067 31,537,969 24,753,002 Total liabilities 70,835,130 27,090,325 69,749,605 24,753,002 Total equity and liabilities 681,395, ,674, ,258, ,426,104 The accompanying notes form an integral part of the financial statements. 66 SUMATEC RESOURCES BERHAD ( D)

69 STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 Group Company Note RM RM RM RM Revenue 23 81,117,160-25,935,903 - Direct cost (1,986,155) - (778,959) - Other income 16,501, ,136,767 14,789,271 56,115,110 Staff costs 24 (17,284,324) (8,020,264) (9,821,625) (6,775,202) Depreciation (388,451) (171,673) (301,726) - Administrative expenses (8,128,314) (6,923,997) (7,067,990) (5,682,246) Other expenses (478,953) (1,239,654) (1,872,306) (23,225,573) Finance costs 25 (15,845,084) (8,496,289) (13,275,900) (8,281,750) Profit before tax 53,507,315 83,284,890 7,606,668 12,150,339 Tax expenses 26 (4,603,466) (369,685) (4,581,000) - Profit from continuing operations 48,903,849 82,915,205 3,025,668 12,150,339 Loss from discontinued operation - (18,655,752) - - Net profit for the financial year 27 48,903,849 64,259,453 3,025,668 12,150,339 Other comprehensive income Item that will be reclassified subsequently to profit or loss Foreign currency translation differences for foreign operation 95, Item that will not be reclassified subsequently to profit or loss Realisation of revaluation reserve - 27, Other comprehensive income for the financial year 95,211 27, Total comprehensive income for the financial year 48,999,060 64,287,428 3,025,668 12,150,339 ANNUAL REPORT

70 STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 Group Note RM RM Profit for the financial year attributable to: Owners of the Company - continuing operations 48,903,849 83,112,925 - discontinued operation - (9,514,434) Non-controlling interests - (9,339,038) Net profit for the financial year 48,903,849 64,259,453 Total comprehensive income for the financial year attributable to: Owners of the Company - continuing operations 48,999,060 83,140,900 - discontinued operation - (9,514,434) Non-controlling interests - (9,339,038) Total comprehensive income for the financial year 48,999,060 64,287,428 Earnings per share 28 Basic earnings per share (sen): Profit from continuing operations Loss from discontinued operation - (1.63) Total Diluted earnings per share (sen): Profit from continuing operations Loss from discontinued operation - (1.54) Total The accompanying notes form an integral part of the financial statements. 68 SUMATEC RESOURCES BERHAD ( D)

71 STATEMENTS OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 Share capital Share premium Revaluation reserve Attributable to owners of the Company Non-distributable Distributable Warrants reserve Employee share options reserve Capital reserve Foreign currency translation reserve Accumulated losses Total Noncontrolling interests RM RM RM RM RM RM RM RM RM RM RM Total equity Group At 1 January ,027,477-1,286,663 15,005,495-17,186,556 - (246,336,940) (137,830,749) 70,519,653 (67,311,096) Realisation of revaluation reserve - - (27,975) (27,975) - (27,975) Total comprehensive income for the financial year ,626,466 73,626,466 (9,339,038) 64,287,428 Transactions with owners: Par value reduction in share capital (45,016,486) ,016, Issuance of shares 401,262, ,315, ,577, ,577,996 Share issuance expenses - (14,669,806) (14,669,806) - (14,669,806) Exercise of ESOS 621, , ,554,000-1,554,000 Conversion of warrants (532) ,329-1,329 Employee share options granted ,809, ,809,366-3,809,366 Issuance of warrants ,603, (127,603,777) Total transactions with owners 356,868,043 86,578, ,603,245 3,809, (82,586,759) 492,272, ,272,885 Arising from disposal of a subsidiary company - - (1,258,688) (1,258,688) (61,378,335) (62,637,023) At 31 December ,895,520 86,578, ,608,740 3,809,366 17,186,556 - (255,297,233) 426,781,939 (197,720) 426,584,219 Other comprehensive income for the financial year ,211-95,211-95,211 Net profit for the financial year ,903,849 48,903,849-48,903,849 Total comprehensive income for the financial year ,211 48,903,849 48,999,060-48,999,060 Transactions with owners: Private placement 43,203,440 74,063, ,266, ,266,481 Share issuance expenses - (10,464,803) (10,464,803) - (10,464,803) Exercise of ESOS 12,460,000 9,256, ,716,000-21,716,000 Conversion of warrants 18,386 4,596 - (28,892) ,892 22,982-22,982 Employee share options granted ,269, ,269,629-6,269,629 Total transactions with owners 55,681,826 72,858,834 - (28,892) 6,269, , ,810, ,810,289 Realised upon subsidiary companies written off , ,950 Transferred to share premium for ESOS exercised - 5,700, (5,700,100) At 31 December ,577, ,137, ,579,848 4,378,895 17,186,556 95,211 (206,364,492) 610,591,288 (30,770) 610,560,518 ANNUAL REPORT

72 STATEMENTS OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 Share capital Share premium Attributable to owners of the Company Non-distributable Warrants reserve Employee share options reserve Capital reserve Distributable Accumulated losses Total equity RM RM RM RM RM RM RM Company At 1 January ,027,477-15,005,495-17,186,556 (182,969,650) (75,750,122) Total comprehensive income for the financial year ,150,339 12,150,339 Transactions with owners: Par value reduction in share capital (45,016,486) ,016,486 - Issuance of shares 401,262, ,315, ,577,996 Share issuance expenses - (14,669,806) (14,669,806) Exercise of ESOS 621, , ,554,000 Conversion of warrants (532) ,329 Employee share options granted ,809, ,809,366 Issuance of warrants ,603, (127,603,777) - Total transactions with owners 356,868,043 86,578, ,603,245 3,809,366 - (82,586,759) 492,272,885 At 31 December ,895,520 86,578, ,608,740 3,809,366 17,186,556 (253,406,070) 428,673,102 Total comprehensive income for the financial year ,025,668 3,025,668 Transactions with owners: Private placement 43,203,440 74,063, ,266,481 Share issuance expenses - (10,464,803) (10,464,803) Exercise of ESOS 12,460,000 9,256, ,716,000 Conversion of warrants 18,386 4,596 (28,892) ,892 22,982 Employee share options granted ,269, ,269,629 Total transactions with owners 55,681,826 72,858,834 (28,892) 6,269,629-28, ,810,289 Transferred to share premium for ESOS exercised - 5,700,100 - (5,700,100) At 31 December ,577, ,137, ,579,848 4,378,895 17,186,556 (250,351,510) 566,509,059 The accompanying notes form an integral part of the financial statements. 70 SUMATEC RESOURCES BERHAD ( D)